[{"data":1,"prerenderedAt":522},["ShallowReactive",2],{"document-website-license-agreement-D825":3},{"document":4,"label":23,"preview":11,"thumb":24,"description":5,"descriptionCustom":6,"apiDescription":5,"pages":8,"extension":10,"parents":25,"breadcrumb":29,"related":37,"customDescModule":175,"customdescription":6,"mdFm":176,"mdProseHtml":521},{"description":5,"descriptionCustom":6,"label":7,"pages":8,"size":9,"extension":10,"preview":11,"thumb":12,"svgFrame":13,"seoMetadata":14,"parents":15,"keywords":22},"WEBSITE LICENSE AGREEMENT This License Agreement (the \"Agreement\") is effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Licensor\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [SECOND PARTY NAME] (the \"Licensee\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] 1. DEFINITIONS 1.1. \"[YOUR COMPANY NAME] Web Site\" means, collectively and globally, the site operated by [YOUR COMPANY NAME] and accessible through the portion of the Internet known as the World Wide Web under the current Uniform Resource Locator of [YOUR WEBSITE ADDRESS]; 1.2. \"[YOUR COMPANY NAME] Web Pages\" means, collectively and globally, such pages which form part of the [YOUR COMPANY NAME] Web Site and which are more fully described in Schedule \"A\" hereto; 1.3. \"Licensee Web Site\" means, collectively and globally, the site operated by Licensee and accessible through the portion of the Internet known as the World Wide Web under the current Uniform Resource Locator of [SECOND PARTY WEBSITE ADDRESS]; 1.4. \"Licensee Web Pages\" has the meaning attributed to that term in paragraph 2.1; 1.5. \"Licensee Guide\" has the meaning attributed to that term in paragraph 2.3. 2. LICENSE Subject to the following terms and conditions, [YOUR COMPANY NAME] hereby grants to Licensee, and Licensee accepts, a personal, non-transferable, non-exclusive, perpetual, royalty-free license to: 2.1. reproduce the totality or any portion of the [YOUR COMPANY NAME] Web Pages, for the sole purpose of producing, and including in the Licensee Web Site, pages containing a user guide under the name or trade mark of Licensee and describing the functionalities, characteristics and services offered by Licensee in relation with the use of the communication terminal equipment known as [SPECIFY] (the \"Licensee Web Pages\"), provided, however, that Licensee shall not reproduce any portion of the Bell Web Pages that contain references to the Direct Access Services; 2.2. communicate the Licensee Web Pages to the public by telecommunication through the Internet, which right shall include, for greater certainty, the right to commit and authorize the commission of all such acts which are required in order to so communicate the Licensee Web Pages to the public by telecommunication including, without limiting the generality of the foregoing, to make all such reproductions, temporary, intermediary or otherwise (such as caching, mirroring, downloading into customers' or end-users' equipment's RAMs or ROMs and any other intermediary or transitional reproductions arising between distribution servers and customers' or end-users' equipment), or public performances or exhibitions which may be so required in order to effectuate or complete such communication to the public of the Licensee Web Pages; 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The Website is offered to You conditioned on Your acceptance without modification of the Terms, Conditions, and notices contained herein (the \"Terms\"). INTRODUCTION Our Website is a Platform (hereinafter referred to as \"Platform\") where [SPECIFY THE PURPOSE OF WEBSITE]. The Users of the Website shall be referred to as \"You,\" \"Your,\" or \"Users.\" By clicking on the \"Accept\" button at the end of the Agreement acceptance form, Users agree to be bound by the Terms and Conditions of this Agreement. Please read this entire Agreement carefully before accepting its Terms. When You undertake any activity on the Website, You agree to accept these Terms and Conditions. In using this Website, You are deemed to have read and agreed to the following Terms and Conditions set forth herein. Any incidental documents and links mentioned shall be accepted jointly with these Terms. You agree to use the Website only in strict interpretation and acceptance of these Terms, and any actions or commitments made without regard to these Terms shall be at Your own risk. These Terms and Conditions form part of the Agreement between the Users and Us. By accessing this Website, and/or undertaking to perform a Service provided by Us indicates Your understanding, agreement to and acceptance of the disclaimer notice and the full Terms and Conditions contained herein. ELIGIBILITY OF THE USER You may use the Service only if You are at least eighteen (18) years of age and can form a binding contract with Us, and only in compliance with this Agreement and all applicable local, state, national, and international laws, rules and regulations. Unauthorized Users are strictly prohibited from accessing or attempting to access, directly or indirectly, the Platform. Any such unauthorized use is strictly forbidden and shall constitute a violation of applicable state and local laws. Our Website may, in its sole discretion, refuse to offer access to or use of the Platform to any person or entity, and change its eligibility criteria at any time. This provision is void where prohibited by law and the right to access the Website is revoked in such jurisdictions. SERVICES OFFERED BY THE PLATFORM We provide the Users with a Platform to [SPECIFY THE SERVICES]. YOU AGREE AND CONFIRM That You will use the Services provided by Our Platform, its affiliates and contracted companies, for lawful purposes only and comply with all applicable laws and regulations while using the Platform. That You will provide authentic and true information in all instances where such information is requested of You. We reserve the right to confirm and validate the information and other details provided by You at any point in time. If upon confirmation Your details are found not to be true (wholly or partly), We have the right in Our sole discretion to reject the registration and debar You from using the Services of Our Platform and/or other affiliated websites without prior intimation whatsoever. That You are accessing the Services available on this Website and transacting at Your sole risk and are using Your best and prudent judgment before entering into any dealings through this Platform. It is possible that the other Users (including unauthorized/unregistered users or \"hackers\") may post or transmit offensive or obscene materials on the Platform and that You may be involuntarily exposed to such offensive and obscene materials. It also is possible for others to obtain personal information about You due to Your use of the Platform, and that the recipient may use such information to harass or injure You. We do not approve of such unauthorized uses, but by using the Platform, You acknowledge and agree that We are not responsible for the use of any personal information that You publicly disclose or share with others on the Platform. Please carefully select the type of information that You publicly disclose or share with others on the Platform. You agree to not post or transmit any unlawful, threatening, abusive, libelous, defamatory, obscene, vulgar, pornographic, profane or indecent information or description/image/text/graphic of any kind, including without limitation any transmissions constituting or encouraging conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any local, state, national, or international law. You agree to not post or transmit any information, software, or other material which violates or infringes the rights of others, including material which is an invasion of privacy or publicity rights or which is protected by copyright, trademark or other proprietary right, or derivative works with respect thereto, without first obtaining permission from the owner or right holder. You agree to not alter, damage or delete any Content or other communications that are not Your own Content or to otherwise interfere with the ability of others to access Our Platform. You agree to indemnify and keep indemnified the Company from all claims/losses (including advocates' fees for defending/prosecuting any case) that may arise against the Company due to acts/omission on the part of the User. WARRANTIES, REPRESENTATION AND UNDERTAKINGS OF USER The User warrants and represents that all obligations narrated under this Agreement are legal, valid, binding and enforceable in law against the User. The User agrees that there are no proceedings pending against the User, which may have a material adverse effect on its ability to perform and meet the obligations under this Agreement. The User agrees that it shall, at all times, ensure compliance with all the requirements applicable to its business and for the purposes of this Agreement including but not limited to intellectual property rights, value-added tax, excise and import duties, etc. It further declares and confirms that it has paid and shall continue to discharge all its obligations towards statutory authorities. The User agrees that it has adequate rights under relevant laws including but not limited to various intellectual property legislation(s) to enter into this Agreement with the Company and perform the obligations contained herein and that it has not violated/infringed any intellectual property rights of any third party. The User agrees that appropriate disclaimers and Terms of use on the Company's Website shall be placed by the Company. INTELLECTUAL PROPERTY RIGHTS The User expressly authorizes the Company to use its trademarks/copyrights/designs/logos and other intellectual property owned and/or licensed by it for the purpose of reproduction on the Platform and at such other places as the Company may deem necessary. It is expressly agreed and clarified that, except as specified agreed in this Agreement, each Party shall retain all right, title and interest in their respective trademarks and logos and that nothing contained in this Agreement, nor the use of the trademarks/logos in the publicity, advertising, promotional or other material in relation to the Services shall be construed as giving to any Party any right, title or interest of any nature whatsoever to any of the other Party's trademarks and/or logos. The Company's Website and other Platforms, and the information and materials that it contains, are the property of the Company and its licensors, and are protected from unauthorized copying and dissemination by copyright law, trademark law, international conventions, and other intellectual property laws. All the Company's product names and logos are trademarks or registered trademarks","Website Terms and Conditions","7",513,"https://templates.business-in-a-box.com/imgs/1000px/website-terms-and-conditions-D13193.png","https://templates.business-in-a-box.com/imgs/250px/13193.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#13193.xml",{"title":95,"description":6},"website terms and conditions",[97,99],{"label":32,"url":98},"business-legal-agreements",{"label":32,"url":98},"website terms conditions","/template/website-terms-and-conditions-D13193",{"description":103,"descriptionCustom":6,"label":104,"pages":89,"size":105,"extension":10,"preview":106,"thumb":107,"svgFrame":108,"seoMetadata":109,"parents":110,"keywords":115,"url":116},"INTELLECTUAL PROPERTY ASSIGNMENT AGREEMENT This Intellectual Property Assignment Agreement (the \"Agreement\") is effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Assignor\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [COMPANY NAME] (the \"Assignee\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [COMPANY NAME] (the \"Shareholder\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] PREAMBLE WHEREAS [YOUR COMPANY NAME] owns all rights in a patent registered with the [COUNTRY] Patent Office under file number [NUMBER], serial number [NUMBER], entitled [SPECIFY] (the \"Patent\"); WHEREAS [YOUR COMPANY NAME] wishes to assign all rights and title in and to the Patent [COMPANY NAME]; WHEREAS the parties wish to enter into this Agreement on the terms and conditions more particularly provided herein. NOW, THEREFORE, in consideration of the above premises and agreements herein contained, the preamble forming an integral part hereof, the parties agree as follows: DEFINITIONS In this Agreement, except where the context or subject matter is inconsistent therewith, the following terms shall have the following meanings: \"Affiliates\" means, with respect to a Party to this Agreement, any person which, directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with such Party. The term \"control\" means possession, direct or indirect, of the powers to direct or cause the direction of the management or policies of a person, whether through ownership of equity participation, voting securities, or beneficial interests, by contract, by agreement or otherwise. \"Agreement\" shall mean this document, the annexed schedules, which are incorporated herein, together with any future written and executed amendments agreed to by the parties. \"Assigned Rights\" shall mean all rights and title in the Patent and all Intellectual Property Rights in the technology described in the Patent, in all countries. \"Improvements\" means innovations, inventions, ideas, designs, concepts, discoveries, techniques, works, processes, formulas, new derived material and modifications related to the Patent, whether or not patentable, copyrightable, or otherwise protectable as trade secrets or under any other intellectual property, conceived, brought to practice or developed by either Party after the date of this Agreement. \"Intellectual Property Rights\" includes all patents, trade marks, service marks, registered designs, integrated circuits topographies, including applications for any of the foregoing, and includes all copyrights, design rights, know-how, confidential information, trade secrets and any other similar rights in [COUNTRY] and in any other countries. \"Patent\" shall mean the patent described in recitals hereof and its counterpart applications in any country, now or thereafter owned by [YOUR COMPANY NAME] or to which [YOUR COMPANY NAME] otherwise acquires rights, including any patent application, divisional, continuation, provisional, reissue, re-examination, extension certificate, registration, renewal, confirmation and national phase entry application related to such Patent. ASSIGNMENT OF PATENT Subject to the terms and conditions contained in this Agreement, [YOUR COMPANY NAME] hereby irrevocably assigns to [COMPANY NAME] all rights and title and any other rights to the Patent as well as all Intellectual Property Rights in the technology described in the Patent, in all countries. The parties hereby recognize that any and all Intellectual Property Rights in any Improvements shall be held by [COMPANY NAME]. The parties hereby recognize that no Intellectual Property Rights are assigned, licensed or otherwise granted under this Agreement, save and except as explicitly stated in this Section 2. COMPENSATION In consideration of the Assigned Rights, [COMPANY NAME] agrees to pay [YOUR COMPANY NAME] the sum of [AMOUNT] (the \"Purchase Price\") payable upon the execution of this Agreement by all of the parties hereto. REPRESENTATIONS AND WARRANTIES The Guarantors represent and warrant on a joint and several basis to [COMPANY NAME] that: the Patent and [COMPANY NAME]'s use of the Patent does not, to the best knowledge of the Guarantors, infringe upon any patent, or any trademark, copyright, trade secret or other Intellectual Property Rights or proprietary right of any third party, and that there is currently no actual or threatened suit against [YOUR COMPANY NAME] by any third party based on an alleged violation of such right, and the Guarantors do not know of any basis for any such action; there are no outstanding assignments, grants, licenses, liens, encumbrances, obligations or agreements (whether written, oral or implied) regarding the Patent; [YOUR COMPANY NAME] has all rights, power and authority required in order to grant the Assigned Rights free and clear of all encumbrances or legal restrictions, in accordance with this Agreement; [YOUR COMPANY NAME] has good and marketable title to the Patent; there is no requirement for [YOUR COMPANY NAME] to obtain any other authorization, consent or approval from any third party as a condition to the enforceability of any provision of this Agreement or the lawful conclusion of the transactions contemplated by this Agreement; Notwithstanding any investigation conducted prior to the execution of this Agreement, and notwithstanding implied knowledge or notice of any fact or circumstance which [COMPANY NAME] may have as a result of such investigation or otherwise, [COMPANY NAME] shall be entitled to rely upon the representations and warranties set forth herein and the obligations of [YOUR COMPANY NAME] hereto with respect to such representations and warranties shall survive the termination of this Agreement for any reason. The Guarantors, on a joint and several basis, shall indemnify and hold [COMPANY NAME] harmless from all losses, liabilities, damages and expenses, including reasonable attorneys' fees and costs (collectively, \"Liabilities\"), that [COMPANY NAME] may suffer to the extent resulting from any claims, demands, actions or other proceedings made or instituted by any third party against [COMPANY NAME] and arising out of the use of the Patent, or related to the breach of any obligation or any representation and warranty under this Agreement, except for Liabilities arising out of the gross negligence or willful misconduct of [COMPANY NAME]. TERM AND TERMINATION This Agreement shall take effect upon the execution hereof by both parties hereto, and, unless sooner terminated as per paragraph 5.2 below, shall remain in effect until the expiration of the Patent. Upon any material breach or default under this Agreement by either Party, the other Party may give notice of such breach or default and, unless the same shall be cured within [NUMBER] days after delivery of such notice, then, without limitation of any other remedy available hereunder, such Party may terminate this Agreement immediately upon delivery of a notice of termination to the other Party at any time thereafter. The termination of this Agreement by either of the Parties shall be subject to all other rights and remedies available to the Parties hereunder or otherwise. 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NOW, THEREFORE, it is agreed as follows: NON-DISCLOSURE OF CONFIDENTIAL INFORMATION Both Parties understand and agree that each Party may have access to the confidential information of the other party. For the purposes of this Agreement, \"Confidential Information\" means proprietary and confidential information about the Disclosing Party's (or it's suppliers') business or activities. Such information includes all business, financial, technical, and other information marked or designated by such Party as \"confidential\" or \"proprietary.\" Confidential Information also includes information which, by the nature of the circumstances surrounding the disclosure, ought in good faith to be treated as confidential. For the purposes of this Agreement, Confidential Information does not include: Information that is currently in the public domain or that enters the public domain after the signing of this Agreement. Information a Party lawfully receives from a third Party without restriction on disclosure and without breach of a non-disclosure obligation. Information that the Receiving Party knew prior to receiving any Confidential Information from the Disclosing Party. Information that the Receiving Party independently develops without reliance on any Confidential Information from the Disclosing Party. Each Party agrees that it will not disclose to any third Party or use any Confidential Information disclosed to it by the other Party except when expressly permitted in writing by the other Party. Each Party also agrees that it will take all reasonable measures to maintain the confidentiality of all Confidential Information of the other Party in its possession or control. TERM The term of this Agreement is [number] of [years/months] from the date of execution by both Parties. TITLE The Receiving Party agrees that all Confidential Information furnished by the Disclosing Party shall remain the sole property of the Disclosing Party. DISCLAIMER","Non Disclosure Agreement Nda","3","https://templates.business-in-a-box.com/imgs/1000px/non-disclosure-agreement-nda-D12692.png","https://templates.business-in-a-box.com/imgs/250px/12692.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12692.xml",{"title":125,"description":6},"non disclosure agreement nda",[127,128],{"label":32,"url":98},{"label":129,"url":130},"Confidentiality Agreements","confidentiality-agreement","/template/non-disclosure-agreement-nda-D12692",{"description":133,"descriptionCustom":6,"label":134,"pages":135,"size":136,"extension":10,"preview":137,"thumb":138,"svgFrame":139,"seoMetadata":140,"parents":141,"keywords":144,"url":145},"RESELLER AGREEMENT This Reseller Agreement (the \"Agreement\") is effective [DATE], BETWEEN: [YOUR COMPANY NAME] (the \"Company\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [YOUR COMPLETE ADDRESS] AND: [RESELLER NAME] (the \"Reseller\"), a company organized and existing under the laws of the [State/Province] of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] APPOINTMENT Appointment Company appoints Reseller and Reseller accepts appointment as an independent non-exclusive Reseller to market, sell, lease and install Company products (\"Products\") within the Territory stated in Exhibit A to consumers purchasing pursuant to [SPECIFY]. Reseller is not appointed as a dealer for Company's [SPECIFY] Schedule. Products Covered Company Products means the products agreed to between the parties from time to time with any exclusions, additions or discounts Company may make. Sub-Resellers Reseller shall not, without Company's prior written approval, appoint sub-resellers, resellers or agents (\"Sub-resellers\") to market, sell, or lease Company Products; provided that Company shall not withhold such consent unreasonably if Reseller provides evidence of Company approved training and certification of such reseller or agent. Reseller shall be liable for the acts and omissions of any such Sub-resellers. Should Reseller resell Products to any Sub-reseller, and Products are further resold, the final end-user may not receive Company warranty or technical support. Sales Outside Territory Reseller shall in no way market, distribute, export, sell, lease or install Company Products outside the Territory without Company's prior written approval. Company will not ship on any Purchase Orders issued by Reseller outside the Territory. Company Sales Activities Company reserves the right to make direct sales into the Territory, and Reseller shall not be entitled to any compensation on any such sales. Company may appoint additional Resellers in the Territory at any time. OBLIGATIONS OF RESELLER Marketing and Product Support Reseller shall use reasonable efforts to market and sell Company Products in the Territory and shall comply with the policies, programs, and requirements regarding marketing and product support as may be communicated by Company to Reseller from time to time; provided, however, that in order to avoid conflict among Company's distribution channels, all such marketing and sales efforts require the prior written authorization from Company. Reseller shall not, without prior written authorization from Company, resell Company Products in a retail environment that includes any type of store, shop, or other similar physical premises into which customers or potential customers are invited for the purpose of purchasing or potentially purchasing any product from Reseller. Advertising Reseller shall adhere to the reseller advertising policies and programs as may be communicated by Company to Reseller from time to time. Customer Support and Service Reseller Shall: Supply Company with such data as Company requests regarding Reseller's sales to customers for Company's own reporting purposes; Participate fully in Company campaigns to notify customers of any retrofit or recall of Company Products; Use only Company-approved spare parts for any repair, servicing and maintenance of Company Products it provides under warranty; Comply with laws and regulations applicable to \"used\" or returned merchandise and never refurbish, place in inventory, or resell as \"new\" any Company Products returned to Reseller for post-sale repair; and Instruct its customers on how to obtain replacement parts under warranty, including, when Reseller wants its customers to contact Company directly, the use of Company's Return Merchandise Authorization (\"RMA\") procedures. Observance of Company Policies Company will keep Reseller informed of Company's customer support policies and procedures, and Reseller agrees to follow such policies and procedures to resolve any customer support issues. Minimum Order Commitment Concurrent with execution of this Agreement, Reseller agrees to simultaneously purchase from Company the Products set forth on the attached Schedule D at the indicated prices for resale pursuant to the terms of this Agreement (the \"Initial Purchase\"). Reseller's Warehouse All Products shipped to Reseller shall be maintained in Reseller's warehouse facility in [STATE/PROVINCE] and shall be insured against any damage or loss. The Products purchased in the Initial Purchase shall be shipped to such warehouse. Security Interest Reseller agrees that all Products sold to Reseller hereunder shall be secured by a security interest in such Products and any proceeds thereof and in any receivables related thereto including any customer loan paper until Company shall have been paid for such Products. Reseller agrees to execute financing agreements, a security agreement, and such other documentation and take such other actions as Company may require to evidence and perfect such security interest. Exclusive Marketing Arrangement During the term of this Agreement, Company will be the exclusive provider of [SPECIFY] (\"[SPECIFY]\") to Reseller. Reseller will not sell, offer for sale or solicit sales for products of any [SPECIFY] manufacturer other than Company. For the term of this Agreement, Company will be the sole supplier to Reseller for internal [SPECIFY] requirements provided that Company personal computers shall be compatible with Reseller's existing infrastructure, suitable for Reseller's internal needs, and competitively priced. OBLIGATIONS OF COMPANY Supply of Company Products Company shall endeavor to manufacture, assemble and ship Company Products to Reseller in a timely manner. Should shortages occur, Company may allocate its production as it deems appropriate, may delay or stop shipments, and may send partial shipments with prior notice. Company shall not be liable to Reseller for any failure to supply quantities of Company Products agreed upon with Reseller. Marketing Assistance Company will provide marketing support services and training programs to Reseller on a case-by-case basis. ORDERING AND DELIVERY OF COMPANY PRODUCTS Purchasing This Agreement with its terms and conditions, and those provided under the Company Consumer Products Limited Warranty (available upon request) applies to all purchase orders and other documents of purchase (\"Orders\") which Reseller may place with Company for the Products during the term of this Agreement. Media for Orders Reseller may order from Company by telephone, facsimile, mail or electronic mail. Company will also provide Reseller with the capacity to enter Orders directly into Company's system. Acceptance by Company of the Order shall occur (a) when the Order is entered into Company's system, (b) when an Order number is provided to Reseller by facsimile or electronic mail, if requested by Reseller, or (c) when assembly of the Products commences, whichever occurs first. Orders Reseller may deliver a Purchase Order to Company by facsimile or electronic mail provided a signed original is delivered to Company within [NUMBER] days of receipt of the Purchase Order by Company. Company shall accept all Purchase Order's by (a) facsimile or electronic mail, with a signed original notice of acknowledgment or (b) by commencement of performance by Company. Each Purchase Order shall be deemed an offer by Reseller to purchase the Company Products listed therein and when accepted by Company shall constitute a contract in accordance with the terms and conditions of the Purchase Order and this Agreement. If a conflict arises between the two, this Agreement shall take precedence.","Reseller Agreement","18",134,"https://templates.business-in-a-box.com/imgs/1000px/reseller-agreement-D5202.png","https://templates.business-in-a-box.com/imgs/250px/5202.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#5202.xml",{"title":6,"description":6},[142,143],{"label":32,"url":98},{"label":32,"url":98},"reseller agreement","/template/reseller-agreement-D5202",{"description":147,"descriptionCustom":6,"label":148,"pages":149,"size":90,"extension":10,"preview":150,"thumb":151,"svgFrame":152,"seoMetadata":153,"parents":155,"keywords":154,"url":158},"SERVICE AGREEMENT This SERVICE AGREEMENT (\"Agreement\") is effective [DATE], BETWEEN: [COMPANY NAME] (the \"Contractor\"), a company organized and existing under the laws of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] AND: [COMPANY NAME] (the \"Customer\"), a company organized and existing under the laws of [STATE/PROVINCE], with its head office located at: [COMPLETE ADDRESS] (The Contractor and the Customer shall be individually referred to as a \"Party\" and collectively referred to as the \"Parties\", as the context may require). WHEREAS A. Contractor has experience and expertise in [DESCRIBE EXPERIENCE AND SERVICE]. B. Customer desires to have Contractor provide services for them. C. Contractor desires to provide services to Customer on the terms and conditions set forth herein (the \"Services\"). NOW THEREFORE, in consideration of the above recitals, the representations, warranties, and agreements contained in this Agreement and for other good and valuable consideration, the receipt and adequacy of which are now acknowledged, the Parties agree as follows: SERVICES PROVIDED Beginning on upon agreement to this contract, [CONTRACTOR] will provide to [CUSTOMER] the following service (collectively, the /Services\"): Description of the project: [DESCRIBE THE SERVICE REQUIRED]. SCOPE OF WORK Contractor agrees to provide Services pursuant to the Scope of Work set forth in Exhibit A attached hereto (the \"Scope of Work\"). TERM Unless both parties mutually agree on an extension, this contract will automatically terminate on [SPECIFY]. PERFORMANCE The parties agree to do everything possible to ensure that the terms of this Agreement take effect. PAYMENT FOR SERVICES In exchange for the Services rendered, a payment of [SPECIFY] will be made to the Contractor upon completion of the scheduled Services described in this Contract. If an invoice is not paid on the due date, interest will be added to the current balance. These amounts shall be payable, and the Customer shall pay all overdue amounts at the lesser of [SPECIFY] per cent per annum or the maximum percentage permitted by applicable law. Or Customer will pay Contractor as follows: [SPECIFY]. DELIVERY OF SERVICES The Contractor will exercise due diligence in the provision of services. However, the Customer acknowledges that the indicated delivery times and other payment milestones listed in Scope of Work are estimates and do not constitute final delivery dates. SECURITY The Contractor must make reasonable security arrangement to protect Material from unauthorized access, collection, use, alteration or disposal. OWNERSHIP RIGHT The Customer shall hold the copyright for the agreed version of the Services as delivered, and the Customer's copyright notice may be displayed in the final version. All works, ideas, discoveries, inventions, patents, products or other information that may be protected by copyright (collectively, the \"Work Product\" developed in whole or in part by the Contractor in connection with the Services, shall be the exclusive property of the Customer. Upon request, the Contractor shall execute all documents necessary to confirm or perfect the exclusive ownership of the Customer's \"Work Product\". The Contractor retains exclusive rights to pre-existing materials used in the Customer's projects. The Customer shall not have the right to reuse, resell or otherwise transfer material belonging to the contractor or third parties. The Contractor reserves the right to use the finished public product as an example of a product. RETURN OF PROPERTY Upon the expiry or termination of this Agreement, the Contractor will return to the Customer any property, documentation, records or Confidential Information which is the property of the Customer. COMPENSATION For all services rendered by the Contractor under this Agreement, the Customer shall indemnify the Contractor. In the event that the Customer fails to make any of the payments mentioned, the Contractor shall have the right, but shall not be obliged, to exercise any of the following remedies: ","Service Agreement","6","https://templates.business-in-a-box.com/imgs/1000px/service-agreement-D12711.png","https://templates.business-in-a-box.com/imgs/250px/12711.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#12711.xml",{"title":154,"description":6},"service agreement",[156,157],{"label":32,"url":98},{"label":32,"url":98},"/template/service-agreement-D12711",{"description":160,"descriptionCustom":6,"label":161,"pages":120,"size":90,"extension":10,"preview":162,"thumb":163,"svgFrame":164,"seoMetadata":165,"parents":167,"keywords":166,"url":174},"DATA PROCESSING AGREEMENT This Data Processing Agreement (\"Agreement\") is entered into effect as of [DATE], BETWEEN: [DATA CONTROLLER NAME], (\"Data Controller\") an individual with their main address located at OR a team leader of a group organized within the [Company/Organization] of [COMPANY/ORGANIZATION NAME], with its office located at: [COMPLETE ADDRESS] AND: [DATA PROCESSOR NAME], (\"Data Processor\") an individual with their main address located at OR a member of the team organized within the [Company/Organization] of [COMPANY/ORGANIZATION NAME], with their address located at: [COMPLETE ADDRESS] RECITALS: WHEREAS, the Data Controller is engaged in [DESCRIPTION OF BUSINESS ACTIVITY], and in connection therewith, collects and processes Personal Data; WHEREAS, the Data Controller wishes to engage the Data Processor to perform certain services which require the processing of Personal Data on behalf of the Data Controller; WHEREAS, the parties seek to ensure compliance with the relevant data protection laws and regulations in the processing of Personal Data; NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties hereto agree as follows: DEFINITIONS AND INTERPRETATION \"Personal Data\" means any information relating to an identified or identifiable natural person ('Data Subject') that is processed by the Data Processor on behalf of the Data Controller as a result of the services provided under this Agreement. \"Processing\" encompasses any operation performed on Personal Data, whether or not by automated means, such as collection, recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure, or destruction. Definitions of \"Data Subject\", \"Controller\", \"Processor\", and \"Supervisory Authority\" shall be in accordance with the definitions provided by the relevant data protection laws and regulations. SCOPE AND PURPOSE OF DATA PROCESSING 2.1 The Data Processor agrees to process Personal Data solely for the purpose of [SPECIFY SERVICES] and strictly within the documented instructions received from the Data Controller, unless required by law to which the Data Processor is subject","Data Processing Agreement","https://templates.business-in-a-box.com/imgs/1000px/data-processing-agreement-D13954.png","https://templates.business-in-a-box.com/imgs/250px/13954.png","https://templates.business-in-a-box.com/svgs/docviewerWebApp1.html?v6#13954.xml",{"title":166,"description":6},"data processing agreement",[168,171],{"label":169,"url":170},"Finance & Accounting","finance-accounting",{"label":172,"url":173},"Shareholders & Investors","shareholders-investors","/template/data-processing-agreement-D13954",false,{"seo":177,"reviewer":187,"legal_disclaimer":191,"quick_facts":192,"at_a_glance":194,"personas":198,"variants":223,"glossary":249,"clauses":283,"how_to_fill":333,"common_mistakes":374,"faqs":399,"industries":427,"comparisons":452,"diy_vs_lawyer":465,"jurisdictions":478,"related_template_ids_curated":499,"schema":508,"classification":509},{"meta_title":178,"meta_description":179,"primary_keyword":180,"secondary_keywords":181},"Website License Agreement Template | BIB","Free website license agreement template granting users rights to access or use your website, software, or content.","website license agreement template",[22,182,183,184,185,186],"website license agreement template word","website license agreement free","website user license agreement","website terms of use template","website content license agreement",{"name":188,"credential":189,"reviewed_date":190},"Bruno Goulet","CEO, Business in a Box","2026-05-02",true,{"difficulty":193,"legal_review_recommended":191,"signature_required":191,"notarization_required":175},"advanced",{"what_it_is":195,"when_you_need_it":196,"whats_inside":197},"A Website License Agreement is a legally binding contract between a website owner or software licensor and a licensee that grants specific, limited rights to access, use, or integrate a website, web application, or digital content. This free Word download gives you a structured, enforceable starting point you can edit online and export as PDF to protect your intellectual property and define the exact scope of permitted use.\n","Use it when granting a business partner, client, or third party the right to use your website platform, embed your content, or access your web-based software under defined conditions — rather than transferring ownership outright. It is also appropriate when white-labeling a web application or providing API-based access to website functionality.\n","License grant and scope, permitted and prohibited uses, intellectual property ownership, fees and payment terms, confidentiality, representations and warranties, indemnification, limitation of liability, term and termination, and governing law. Together these clauses define exactly what the licensee may do, what the licensor retains, and what happens if either party breaches the agreement.\n",[199,203,207,211,215,219],{"title":200,"use_case":201,"icon_asset_id":202},"SaaS founders","Granting enterprise clients a limited license to use a hosted web platform","persona-startup-founder",{"title":204,"use_case":205,"icon_asset_id":206},"Digital agencies","Licensing a proprietary website template or CMS theme to multiple clients","persona-agency",{"title":208,"use_case":209,"icon_asset_id":210},"Software developers","Permitting third-party access to a web application or API under defined terms","persona-software-developer",{"title":212,"use_case":213,"icon_asset_id":214},"Content publishers","Licensing website content, datasets, or media assets for use on a third-party site","persona-content-publisher",{"title":216,"use_case":217,"icon_asset_id":218},"E-commerce platform owners","Granting merchants the right to operate storefronts on a proprietary platform","persona-retailer",{"title":220,"use_case":221,"icon_asset_id":222},"Corporate legal teams","Formalizing intra-company licensing of an internal web tool across subsidiaries","persona-operations-director",[224,228,232,235,238,241,245],{"situation":225,"recommended_template":226,"slug":227},"Granting end users the right to install and use a downloadable software product","End User License Agreement (EULA)","end-user-license-agreement-D13011",{"situation":229,"recommended_template":230,"slug":231},"Setting general rules for all visitors accessing a public website","Website Terms of Use","website-service-agreement-terms-of-use-D840",{"situation":233,"recommended_template":71,"slug":234},"Licensing proprietary software to a business client for internal use","software-license-agreement-D12928",{"situation":236,"recommended_template":134,"slug":237},"Allowing a reseller or partner to distribute your web-based product","reseller-agreement-D5202",{"situation":239,"recommended_template":55,"slug":240},"Governing access to proprietary data or API endpoints","api-license-agreement-D12726",{"situation":242,"recommended_template":243,"slug":244},"White-labeling a web application for a client to brand as their own","White Label Agreement","white-label-agreement-D13293",{"situation":246,"recommended_template":247,"slug":248},"Transferring full ownership of website IP rather than licensing it","Intellectual Property Assignment Agreement","intellectual-property-assignment-D5229",[250,253,256,259,262,265,268,271,274,277,280],{"term":251,"definition":252},"License Grant","The specific permission given by the licensor to the licensee to use the website, software, or content under the terms stated in the agreement.",{"term":254,"definition":255},"Licensor","The party that owns the website, software, or intellectual property and grants permission for another party to use it.",{"term":257,"definition":258},"Licensee","The party that receives the limited right to use the website, software, or content under the conditions set out in the agreement.",{"term":260,"definition":261},"Scope of License","The defined boundaries of the permitted use — including whether it is exclusive or non-exclusive, transferable or non-transferable, and limited by territory or user count.",{"term":263,"definition":264},"Intellectual Property (IP)","Creations protected by law — including source code, website design, content, trademarks, and databases — that remain owned by the licensor unless explicitly transferred.",{"term":266,"definition":267},"Sublicense","A secondary license granted by the licensee to a third party; typically prohibited without the licensor's prior written consent.",{"term":269,"definition":270},"Indemnification","A contractual obligation by one party to compensate the other for losses or legal costs arising from specific breaches or third-party claims.",{"term":272,"definition":273},"Limitation of Liability","A clause capping the maximum financial exposure of one or both parties, typically excluding consequential, indirect, or punitive damages.",{"term":275,"definition":276},"Termination for Cause","The right to end the agreement immediately upon a material breach — such as unauthorized sublicensing or non-payment — without the notice period that would apply to a no-fault termination.",{"term":278,"definition":279},"Governing Law","The jurisdiction whose laws apply to interpret and enforce the agreement, regardless of where either party is located.",{"term":281,"definition":282},"Warranty Disclaimer","A clause in which the licensor expressly states the website or software is provided 'as is' without guarantees of fitness for a particular purpose or uninterrupted availability.",[284,289,294,299,304,309,314,319,323,328],{"name":285,"plain_english":286,"sample_language":287,"common_mistake":288},"Parties and recitals","Identifies the licensor and licensee by their full legal names and entity types, and summarizes the purpose of the agreement in one or two background statements.","This Website License Agreement ('Agreement') is entered into as of [DATE] between [LICENSOR LEGAL NAME], a [STATE] [ENTITY TYPE] ('Licensor'), and [LICENSEE LEGAL NAME], a [STATE] [ENTITY TYPE] ('Licensee').","Using a trade name or DBA instead of the registered legal entity name — if enforcement becomes necessary, the agreement may not bind the correct legal party.",{"name":290,"plain_english":291,"sample_language":292,"common_mistake":293},"License grant and scope","States the precise rights being granted — whether the license is exclusive or non-exclusive, the permitted territory, the number of authorized users or installations, and whether sublicensing is allowed.","Licensor hereby grants Licensee a non-exclusive, non-transferable, revocable license to access and use the Website located at [URL] solely for [PERMITTED PURPOSE] within [TERRITORY], for up to [NUMBER] authorized users.","Failing to specify whether the license is exclusive. An unspecified grant is interpreted by courts as non-exclusive by default, but the ambiguity invites disputes that a single word prevents.",{"name":295,"plain_english":296,"sample_language":297,"common_mistake":298},"Permitted and prohibited uses","Lists exactly what the licensee may do with the website or content and explicitly prohibits actions such as reverse engineering, scraping, redistribution, or modification.","Licensee may use the Website solely for [INTERNAL BUSINESS PURPOSES]. Licensee shall not: (a) copy, modify, or create derivative works; (b) reverse engineer or decompile the Website; (c) sublicense, sell, or transfer access to any third party; or (d) use the Website for any unlawful purpose.","Listing only prohibited uses without defining permitted uses — courts may interpret anything not prohibited as implicitly allowed, expanding the license far beyond the licensor's intent.",{"name":300,"plain_english":301,"sample_language":302,"common_mistake":303},"Intellectual property ownership","Confirms that the licensor retains all ownership of the website, software, code, and content and that no ownership rights are transferred to the licensee by virtue of the license.","All right, title, and interest in and to the Website, including all intellectual property rights, remain exclusively with Licensor. This Agreement does not convey to Licensee any ownership interest in the Website or any related IP.","Omitting this clause entirely on the assumption ownership is obvious. Without it, a licensee who has customized or contributed to the site may argue partial ownership under joint-authorship doctrines.",{"name":305,"plain_english":306,"sample_language":307,"common_mistake":308},"Fees, payment terms, and license fees","States the license fee amount, payment schedule, accepted payment methods, and consequences of late or non-payment — including suspension or termination of access.","Licensee shall pay Licensor a license fee of $[AMOUNT] per [month/year], due on the [DAY] of each [period]. Payments not received within [10] days of the due date accrue interest at [1.5]% per month. Non-payment for more than [30] days constitutes a material breach.","Setting fees without specifying when the obligation begins — particularly for SaaS-style agreements where access activates before invoicing, creating a gap in when fees are owed.",{"name":310,"plain_english":311,"sample_language":312,"common_mistake":313},"Confidentiality","Requires both parties to protect non-public information disclosed during the agreement — such as source code, user data, and business terms — from disclosure to third parties.","Each party agrees to hold in strict confidence all Confidential Information of the other party and not to disclose such information to any third party without prior written consent. 'Confidential Information' means any non-public information relating to the Website, its architecture, data, or business terms.","Using a confidentiality clause with no carve-outs for legally required disclosures. A party served with a court order to produce documents needs room to comply without breaching the agreement.",{"name":315,"plain_english":316,"sample_language":317,"common_mistake":318},"Representations and warranties","Each party makes factual promises: the licensor warrants it owns and has the right to license the website; the licensee warrants it has authority to enter the agreement and will use the site lawfully.","Licensor represents and warrants that it owns or has the right to license the Website and that, to its knowledge, the Website does not infringe any third-party intellectual property rights. Licensee represents and warrants that it has full authority to enter into this Agreement.","Including a warranty that the website will be 'uninterrupted or error-free' — this creates an absolute obligation the licensor cannot realistically meet; replace it with a commercially reasonable uptime commitment.",{"name":269,"plain_english":320,"sample_language":321,"common_mistake":322},"Allocates responsibility for third-party claims: the licensor typically indemnifies for IP infringement claims; the licensee indemnifies for misuse or unauthorized access.","Licensor shall defend and indemnify Licensee against third-party claims alleging that the Website infringes any patent, copyright, or trademark. Licensee shall defend and indemnify Licensor against claims arising from Licensee's use of the Website in violation of this Agreement.","Writing a mutual indemnity without a cap. Uncapped indemnity clauses can expose either party to liability far exceeding the economic value of the license itself.",{"name":324,"plain_english":325,"sample_language":326,"common_mistake":327},"Limitation of liability","Caps the licensor's total financial exposure — typically at the fees paid in the prior 12 months — and excludes indirect, consequential, and punitive damages.","In no event shall Licensor's total liability exceed the fees paid by Licensee in the [12] months preceding the claim. Neither party shall be liable for indirect, incidental, consequential, or punitive damages, even if advised of their possibility.","Applying the liability cap only to the licensor but not the licensee. Courts sometimes construe asymmetric caps as unenforceable where consumer protection statutes apply.",{"name":329,"plain_english":330,"sample_language":331,"common_mistake":332},"Term, termination, and effect of termination","States the initial term, renewal conditions, notice periods for no-fault termination, grounds for immediate termination for cause, and what happens upon expiry — particularly the obligation to delete or return licensed materials.","This Agreement commences on [START DATE] and continues for [1] year, renewing automatically unless either party provides [30] days' written notice. Licensor may terminate immediately for cause upon written notice. Upon termination, Licensee shall immediately cease all use of the Website and certify in writing the deletion of any cached or downloaded content.","Auto-renewal language that does not specify the notice period or the form of notice required, leaving the licensor unable to stop a renewal it no longer wants.",[334,339,344,349,354,359,364,369],{"step":335,"title":336,"description":337,"tip":338},1,"Identify both parties with their full legal names","Enter the licensor's and licensee's complete registered legal names, entity types, and states or countries of incorporation. Do not use trade names or abbreviated names in the parties block.","Pull the exact entity name from a current certificate of good standing — variations of even one word can complicate enforcement.",{"step":340,"title":341,"description":342,"tip":343},2,"Define the website or platform being licensed","Describe the website by its URL, the scope of the platform (e.g., the full application versus specific modules), and the version or release being licensed if versioning is relevant.","If licensing a web application that will be updated over time, specify whether future versions are included or require a separate amendment.",{"step":345,"title":346,"description":347,"tip":348},3,"Set the license scope precisely","Choose exclusive or non-exclusive, specify the territory, set the number of authorized users or seats, and state whether sublicensing is permitted. All four of these parameters should be explicit — courts do not infer them in the licensor's favor.","If the client is part of a corporate group, clarify upfront whether affiliated subsidiaries are included in 'Licensee' or require separate licenses.",{"step":350,"title":351,"description":352,"tip":353},4,"List permitted uses and prohibited actions","Write out the specific business purpose the licensee may use the website for, then enumerate prohibited actions — reverse engineering, scraping, redistribution, modification, and use for competing products.","Be specific about the permitted purpose: 'internal business operations' is far stronger than 'any lawful purpose,' which grants more latitude than most licensors intend.",{"step":355,"title":356,"description":357,"tip":358},5,"Enter the fee schedule and payment mechanics","State the license fee amount, currency, billing cycle, payment due date, accepted methods, and the late-payment interest rate. Include a suspension-of-access right for non-payment of more than 30 days.","State the currency explicitly — USD versus CAD or EUR creates disputes on international deals; a sentence costs nothing.",{"step":360,"title":361,"description":362,"tip":363},6,"Tailor the confidentiality and IP ownership clauses","Confirm the licensor retains all IP and insert a confidentiality clause with a reasonable duration — typically 2–5 years post-termination. Include standard carve-outs for disclosures required by law or court order.","If the licensee will access source code or backend systems, consider a separate NDA with a longer confidentiality tail than the standard agreement term.",{"step":365,"title":366,"description":367,"tip":368},7,"Set the liability cap at a commercially realistic level","Cap total liability at 12 months of fees paid and exclude indirect and consequential damages for both parties. Confirm that the indemnity for IP infringement claims has its own sublimit if the deal value is large.","Match the liability cap to the fees actually paid, not the contract value — if Year 1 fees are $5,000 but the contract value is $50,000, a 12-month-fees cap limits exposure to $5,000.",{"step":370,"title":371,"description":372,"tip":373},8,"Confirm the governing law and dispute resolution mechanism","Choose the jurisdiction whose courts or arbitration body will handle disputes. For cross-border licenses, arbitration under AAA or ICC rules is typically more practical than court litigation.","Avoid choosing a governing law with no connection to either party's location — some courts refuse to honor such a choice as having no legitimate basis.",[375,379,383,387,391,395],{"mistake":376,"why_it_matters":377,"fix":378},"Omitting an IP ownership clause","Without an explicit statement that the licensor retains ownership, a licensee who has customized or contributed to the website may assert joint-authorship or ownership rights under copyright law.","Include a standalone IP ownership clause confirming that all website IP — including any derivative works or customizations — belongs exclusively to the licensor, and have the licensee assign any such contributions at signing.",{"mistake":380,"why_it_matters":381,"fix":382},"Granting an undefined or overly broad license scope","A license grant that does not specify territory, user count, or permitted purpose is interpreted as broadly as the licensee argues in court — potentially far exceeding the licensor's commercial intent.","Specify every limiting dimension of the license in the grant clause: exclusive or non-exclusive, the specific URL or platform, the territory, the number of seats, and the precise permitted business purpose.",{"mistake":384,"why_it_matters":385,"fix":386},"No auto-renewal notice period or termination procedure","Agreements that renew automatically without a clear notice deadline and form of notice lock parties into renewed terms they no longer want, creating fee disputes and access-continuation arguments.","State the renewal notice period (30–60 days is standard), the form of valid notice (written email to a named contact), and the exact effect of a missed deadline.",{"mistake":388,"why_it_matters":389,"fix":390},"Unlimited or asymmetric indemnification","An uncapped indemnity clause can expose the indemnifying party to liability orders of magnitude larger than the license fees involved, making the deal economically irrational in hindsight.","Cap indemnity obligations at a multiple of the fees paid — typically 2–3× the annual license fee — and carve out willful misconduct or fraud, which courts often exclude from caps anyway.",{"mistake":392,"why_it_matters":393,"fix":394},"Leaving out a warranty disclaimer","Without an express disclaimer, implied warranties of merchantability and fitness for a particular purpose apply in many jurisdictions, exposing the licensor to claims for any downtime, bugs, or incompatibility.","Add an express warranty disclaimer in ALL CAPS as required by the UCC in the US, stating the website is provided 'as is' without warranties of uninterrupted availability or fitness for any specific purpose.",{"mistake":396,"why_it_matters":397,"fix":398},"Not specifying what happens to data and content on termination","Failing to address post-termination obligations leaves the licensee holding cached content, user data, or embedded code that may violate the licensor's IP rights or applicable data protection law.","Include a termination clause requiring the licensee to immediately cease all use, delete or return all licensed materials, and provide written certification of deletion within a defined number of days.",[400,403,406,409,412,415,418,421,424],{"question":401,"answer":402},"What is a website license agreement?","A website license agreement is a legally binding contract between a website or platform owner and a licensee that grants specific, limited rights to access, use, or integrate the website or its content. Unlike a sale or assignment, it does not transfer ownership — the licensor retains all intellectual property rights. It defines the permitted scope of use, fees, confidentiality obligations, and what happens if either party terminates the arrangement.\n",{"question":404,"answer":405},"What is the difference between a website license agreement and website terms of use?","Website terms of use govern the relationship between a site owner and all general visitors — they are typically non-negotiated, click-wrap agreements that apply to anonymous public access. A website license agreement is a negotiated, signed contract with a specific named party — such as a business client, partner, or reseller — that grants defined rights beyond what public visitors have, such as white-labeling, API access, or platform integration. Both documents can coexist for the same website.\n",{"question":407,"answer":408},"When do I need a website license agreement instead of a simple terms of use?","Use a website license agreement any time a specific party receives rights that go beyond standard visitor access — including API access, the right to embed or redistribute content, white-label use, platform resale, or access to proprietary back-end tools. Terms of use are sufficient for public visitors browsing and interacting with a site in ordinary ways. The moment commercial value or IP transfer is involved, a signed license agreement is the appropriate instrument.\n",{"question":410,"answer":411},"Does a website license agreement need to be signed?","Yes. Unlike click-wrap terms of use, a website license agreement is a negotiated bilateral contract that should be signed by authorized representatives of both parties before access is granted. An unsigned agreement may be enforceable in some jurisdictions based on conduct, but a signed copy eliminates any question about whether both parties agreed to the terms and when the agreement took effect.\n",{"question":413,"answer":414},"Can a licensee sublicense the website to third parties?","Only if the agreement expressly permits it. In most standard website license agreements, sublicensing is prohibited without prior written consent from the licensor. If the licensee's business model requires sublicensing — for example, a reseller who deploys the platform to end clients — this must be explicitly addressed in a separate sublicense provision or a reseller agreement that defines the permitted scope and the licensor's approval rights.\n",{"question":416,"answer":417},"What happens to the license if the licensee's business is acquired?","Most website license agreements are non-transferable, meaning the license does not automatically pass to an acquirer. A change-of-control clause typically treats an acquisition as a triggering event requiring licensor consent or giving the licensor the right to terminate. If continuity of access is important to the licensee, negotiate a change-of-control carve-out permitting assignment to an acquirer who agrees in writing to be bound by the agreement's terms.\n",{"question":419,"answer":420},"What governing law should I choose for a website license agreement?","Choose the jurisdiction where your business is incorporated or where your primary operations are located — this makes dispute resolution practically accessible and ensures your counsel is familiar with the applicable law. For cross-border agreements, Delaware law (US) and English law (UK) are commonly chosen as neutral, commercially sophisticated frameworks. Avoid choosing a jurisdiction with no connection to either party, as some courts will refuse to honor that choice.\n",{"question":422,"answer":423},"How should I handle data privacy in a website license agreement?","If the licensee will access, process, or store personal data through the website, the agreement must address data protection obligations — particularly GDPR compliance for EU users and applicable US state privacy laws. This typically requires a separate Data Processing Agreement (DPA) incorporated by reference, specifying the categories of data processed, the legal basis, security standards, and breach notification timelines. A confidentiality clause alone is insufficient for regulated personal data.\n",{"question":425,"answer":426},"Do I need a lawyer to draft or review a website license agreement?","For straightforward domestic licensing arrangements at modest deal values, a high-quality template is a solid starting point. Engage a lawyer when the deal involves material IP, exclusive rights, significant license fees, cross-border parties, personal data processing, or when the licensee is a large enterprise that will redline the agreement substantially. A 1–2 hour template review typically costs $400–$800 and is worthwhile any time the license has meaningful commercial or IP exposure.\n",[428,432,436,440,444,448],{"industry":429,"icon_asset_id":430,"specifics":431},"SaaS / Technology","industry-saas","Multi-tenant platform access, API rate limits, uptime SLA references, and data processing addenda for GDPR and CCPA compliance.",{"industry":433,"icon_asset_id":434,"specifics":435},"Media and Publishing","industry-media","Content syndication rights, attribution requirements, territorial restrictions on republication, and takedown obligations for removed content.",{"industry":437,"icon_asset_id":438,"specifics":439},"E-commerce","industry-ecommerce","Storefront platform licensing, marketplace seller terms, payment processing integration rights, and prohibited product category restrictions.",{"industry":441,"icon_asset_id":442,"specifics":443},"Professional Services","industry-professional-services","Client portal access licensing, confidentiality of client-specific data processed through the platform, and multi-user seat allocations per engagement.",{"industry":445,"icon_asset_id":446,"specifics":447},"Education and E-learning","industry-education","Seat-based licensing for student populations, FERPA compliance for student data, and restrictions on resale or redistribution of course content.",{"industry":449,"icon_asset_id":450,"specifics":451},"Financial Services","industry-fintech","Regulatory compliance obligations incorporated by reference, data residency requirements, enhanced audit rights, and financial data confidentiality protections.",[453,456,459,462],{"vs":226,"vs_template_id":454,"summary":455},"end-user-license-agreement-D826","An EULA governs the relationship between a software publisher and an individual end user installing or activating a downloadable product. A website license agreement covers browser-based or API-based access to a hosted platform between two businesses. EULAs are typically click-wrap and non-negotiated; website license agreements are negotiated and signed. Use an EULA for consumer software distribution and a website license agreement for B2B platform access.",{"vs":230,"vs_template_id":457,"summary":458},"website-terms-and-conditions-D362","Website terms of use are a non-negotiated, publicly posted policy governing all visitors' general access to a site — browsing, account creation, and content interaction. A website license agreement is a signed bilateral contract granting specific commercial rights to a named party. Terms of use protect the site owner against misuse by the general public; a website license agreement formalizes a commercial relationship with a specific partner or client.",{"vs":71,"vs_template_id":460,"summary":461},"software-license-agreement-D827","A software license agreement typically governs on-premise or locally installed software — covering installation rights, version upgrades, and maintenance. A website license agreement covers access to a remotely hosted web application or online platform. The key distinction is delivery model: installed software versus browser-based or API access. Choose the software license agreement for on-premise deployments and the website license agreement for SaaS or hosted platform arrangements.",{"vs":247,"vs_template_id":463,"summary":464},"intellectual-property-assignment-agreement-D13464","An IP assignment agreement permanently transfers ownership of intellectual property from one party to another. A website license agreement grants a right to use IP while the licensor retains ownership. If the goal is to sell or permanently transfer the website, its code, or its content, an assignment is the correct instrument. If the goal is to monetize the website while retaining control and ownership, use a license agreement.",{"use_template":466,"template_plus_review":470,"custom_drafted":474},{"best_for":467,"cost":468,"time":469},"Domestic B2B licensing arrangements with defined scope, standard fees, and no exclusive or cross-border terms","Free","30–60 minutes",{"best_for":471,"cost":472,"time":473},"Cross-border licenses, significant IP value, personal data processing, or deals where the licensee will redline the agreement","$400–$800 for a 1–2 hour attorney review","2–5 days",{"best_for":475,"cost":476,"time":477},"Exclusive licenses, enterprise SaaS deals above $50K, regulated industries, or complex multi-party platform arrangements","$1,500–$5,000+","1–3 weeks",[479,484,489,494],{"code":480,"name":481,"flag_asset_id":482,"note":483},"us","United States","flag-us","Website license agreements in the US are primarily governed by state contract law and federal copyright law under the Copyright Act. Warranty disclaimers must comply with UCC Article 2 requirements — typically written in ALL CAPS to be effective. California's CCPA imposes additional data handling obligations if the platform processes personal information of California residents. Non-compete clauses embedded in license agreements are unenforceable in California regardless of the governing law chosen.",{"code":485,"name":486,"flag_asset_id":487,"note":488},"ca","Canada","flag-ca","Canadian website license agreements must account for PIPEDA (federal) or provincial equivalents — particularly Quebec's Law 25, which imposes strict privacy impact assessments and explicit consent requirements for commercial data processing. Quebec contracts must be available in French for provincially regulated entities. IP ownership clauses should explicitly address moral rights under the Copyright Act, which Canadian authors retain separately from economic rights and cannot be assigned — only waived.",{"code":490,"name":491,"flag_asset_id":492,"note":493},"uk","United Kingdom","flag-uk","In the UK, website license agreements are subject to the Contracts (Rights of Third Parties) Act 1999, which may give third-party beneficiaries enforcement rights unless expressly excluded. The Unfair Contract Terms Act 1977 and Consumer Rights Act 2015 restrict the enforceability of liability exclusions in B2C contexts. Post-Brexit UK GDPR applies to personal data processing and requires a UK-specific Data Processing Agreement if the platform handles user data.",{"code":495,"name":496,"flag_asset_id":497,"note":498},"eu","European Union","flag-eu","GDPR applies to any website license agreement where personal data of EU residents is processed, requiring a compliant Data Processing Agreement (Article 28 DPA) to be incorporated by reference or executed separately. The EU's Copyright in the Digital Single Market Directive (Article 17) imposes upload filter obligations on large platforms. Software Database Directive protections apply to databases incorporated in the website. Member state contract law governs enforceability, with significant variation between civil-law countries such as Germany and France.",[500,227,234,248,501,237,502,503,504,505,506,507],"website-terms-and-conditions-D13193","non-disclosure-agreement-nda-D12692","service-agreement-D12711","data-processing-agreement-D13954","independent-contractor-agreement-D160","data-privacy-policy-D13465","joint-venture-agreement-D889","partnership-agreement-D12551",{"emit_how_to":191,"emit_defined_term":191},{"primary_folder":98,"secondary_folder":510,"document_type":511,"industry":512,"business_stage":513,"tags":514,"confidence":520},"intellectual-property-and-licensing","agreement","general","all-stages",[515,516,517,518,519],"intellectual-property","legal","license-agreement","website","terms-and-conditions",0.95,"\u003Ch2>What is a Website License Agreement?\u003C/h2>\n\u003Cp>A \u003Cstrong>Website License Agreement\u003C/strong> is a legally binding contract between a website or platform owner (the licensor) and a named third party (the licensee) that grants specific, limited rights to access, use, or integrate a website, web application, or digital content under defined conditions. Unlike a sale or intellectual property assignment, a website license agreement does not transfer ownership — the licensor retains all copyright, trademark, and other intellectual property rights throughout the agreement's term. The document defines the exact scope of permitted use, the fees owed, confidentiality obligations, what the licensee may not do, and the consequences of breach or termination. It is the foundational instrument for any commercial arrangement where a web platform is monetized through controlled access rather than outright sale.\u003C/p>\n\u003Ch2>Why You Need This Document\u003C/h2>\n\u003Cp>Operating without a signed website license agreement exposes a licensor to four concrete risks simultaneously. Without an IP ownership clause, a licensee who customizes or builds on the platform can argue partial ownership under joint-authorship principles — a dispute that can tie up a valuable asset in litigation for years. Without a defined scope of use, a licensee is free to argue that any use not explicitly prohibited is permitted, extending access far beyond what the licensor intended or priced. Without a termination and post-termination obligations clause, a former licensee may continue using cached content, embedded code, or user data long after the relationship ends. And without a limitation of liability clause, a single downtime event or security incident can expose the licensor to consequential damages that dwarf the license fees received. A properly executed website license agreement closes all four gaps before access is granted, making it the essential first document for any web platform with commercial licensing potential.\u003C/p>\n",1778773596514]